Saturday 7 November 1964 at Victoria Ground (Att 27,776)

Stoke City (0) 0: Leslie, Asprey, Allen, Pointer, Kinnell, Skeels, Dobson, Viollet, Ritchie, McIlroy, Bebbington.
Wolves (1) 2 (Wharton 44, Woodfield 88): Davies, Thomson, Harris, Flowers, Woodfield, Miller, Wharton, Melia, Crawford, McIlmoyle, Buckley.

Referee: Mr J Finney (Hereford).
Management: Andy Beattie takes charge of his first match as Wolves manager.
Landmark: Dave Woodfield nets his first senior goal.
Position: 22nd.